EMPLOYMENT AGREEMENT This Agreement (the "Agreement") is made and entered into by and ____________, a California Corporation, ("_________"),with offices at______________ and _____________________("EMPLOYEE"). RECITALS A. ______________ is engaged in the business of _______________________. B. ______________ wishes to engage EMPLOYEE to perform __________ related services and/ or produce, construct, and or install certain products (“DELIVERABLES”) for use by its customers. C. EMPLOYEE has the requisite skills, training and experience required by ______________ D. The employees, representatives and Consultants engaged by ______________ are involved with information and materials of a highly sensitive nature which must be carefully protected in order for ______________ to be successful. Each EMPLOYEE is obliged to treat such information and materials as confidential since it has been hired by ______________. ______________ believes that it is appropriate for each EMPLOYEE to clearly understand and agree in writing as to the extent of his or her obligation to ______________ with respect to highly sensitive information and materials THEREFORE, ______________ and the undersigned EMPLOYEE agree as follows: 1. DUTIES AND TASKS 1.1 Employed to Carry Out Specified Tasks At Execution of this agreement, ______________ has set forth specific tasks as described below. EMPLOYEE accepts such tasks as being the duties assigned at hire. 1.2 ______________ is free to add to, change, modify, or delete any and all such tasks, at any time, and when such changes in Duties and Tasks is/are to be implemented, ______________ shall provide written notice not less than one (1) pay period in advance of implementation of such changes. 1.3 Specific Duties and Tasks 1.3.1 Task 1 EMPLOYEE shall... 1.3.2 Task 2 EMPLOYEE shall.... 1.3.3 Task 2 EMPLOYEE shall... Etc. 2. REQUIREMENTS FOR EMPLOYMENT 2.1 Application for Employment All applicants for employment shall submit an application provided by the company. Any statement found to be false shall be grounds for immediate termination. 2.2 Proof of Employability Prior to acceptance for employment, EMPLOYEE shall submit documentation establishing United States citizenship, or H1B Visa, pursuant to the regulations of the United States Immigration and Naturalization Service.
2.3 Compliance with Federal, State and Local Tax Requirements. Prior to the first day of employment, all new employees shall submit all documentation required for compliance with taxing authority regulations. 3. TERM AND TERMINATION 3.1 At-Will Agreement. The term of this Agreement shall begin on Month, Day, Year, and continue thereafter subject, to termination by ______________ or EMPLOYEE as set forth below. Such Termination shall be "At-Will," and may be initiated by either party at any time, for any reason of no reason. 3.2 Causes for Termination Either party may terminate this agreement, immediately upon written notice to the other party if such other party commits or allows any breach of any provision of this Agreement which is incurable or which is curable but not cured within thirty (30) days (ten [10] days for the payment of money) after written notice thereof to such other party. 3.2.1 Resignation This termination from employment shall occur when ______________ is informed orally or in writing, by submission to the EMPLOYEE's immediate supervisor, of his/her intent to no longer be employed by the company, as of a date specified by the EMPLOYEE. Such voluntary action on the part of the EMPLOYEE, under the provisions of the State of California Labor code, disqualifies the employee from receiving Unemployment Insurance benefits. EMPLOYEEs who resign shall not be qualified for re-hire, without the express written permission of the Company CEO. 3.2.2 Layoff The company,. may, at any time, without prior notice, terminate the EMPLOYEE. When such termination results through no fault or failure of the EMPLOYEE to satisfactorily perform his duties, such termination shall be deemed as a Layoff, and the EMPLOYEE, shall, under the provisions of the State of California Labor code, be qualified to receive Unemployment Insurance benefits. Employees who are subject to layoff may be recalled, or reapply for employment at a later date. 3.2.3 Discharge At any time, without prior notice, the company may discharge an EMPLOYEE for unsatisfactory performance, insubordination, or any other actions deemed incompatible to the well being, or operations of ______________. Such. Action, when initiated by ______________, under the provisions of the State of California Labor code, disqualifies the employee from receiving Unemployment Insurance benefits. Discharged employees shall not be qualified for re-hire, without the express written permission of the Company CEO. 4. COMPENSATION AND BENEFITS 4.1 Schedule of Work The Calculation of Hours worked by the employee each week shall include: 4.1.1 Time spent in travel to and from the worksite, by the amount of time such time exceeds the time necessary to travel from the residence of the EMPLOYEE, to the location of the company offices. 4.1.2 Time Spent in the delivery of services to a company customer.
4.1.3 Time spent in meetings, whether with company employees, customers, or others with whom company business is being conducted. 4.1.4 One paid 10 minute Break period, for each continuous four hours of work performed by the EMPLOYEE. 4.1.5 Employees are required by law to take a on-half hour unpaid lunch period each day, and this time is to be subtracted from the EMPLOYEE's daily reported schedule of hours worked. 4.2 Compensation Classification In accordance with the Tasks and Duties above set forth, EMPLOYEE is classified as an SALARIED NON-EXEMPT WORKER 4.3 Monthly Wages ______________ shall compensate the EMPLOYEE at the rate of $___.__ per month.($__,___.__ per annum). ______________ reserves the right to make changes in the Monthly Rate, by written notice to the EMPLOYEE. 4.4 Overtime Hourly Rate When the total time for any day worked exceeds eight hours, the EMPLOYEE shall be paid at a rate equal to one and one-half (1.5) times the employee's Straight Time Hourly Rate. Before engaging in overtime work, EMPLOYEE must secure advance written permission, such permission to be authorized only upon signature of ______________ EMPLOYEE’s immediate supervisor or manager. 4.5 Reimbursed Business Expenses. All expenses incurred by EMPLOYEE in the performance of his assignments shall be fully borne by ______________, subject to the following provisions: 4.5.1 Mileage EMPLOYEE will be paid thirty-seven cents ($0.37) for each mile driven in the employee's personally owned vehicle for business purposes, when such mileage is in excess of the round-trip distance from the employee's residence to the company office and return. In order to qualify for this payment, EMPLOYEE must submit written proof of insurance to the company prior to first use of the vehicle for business purposes, as well as a Valid California Driver's License. 4.5.2 Commercial Carriers All costs for commercial carriers incurred while the EMPLOYEE is engaged in business travel shall be fully reimbursed, subject to advance authorization of such fees. Airline travel shall be reimbursed only at Coach rates. Rental vehicle fees must be approved in advance. 4.5.3 Food and Lodging EMPLOYEE shall be fully reimbursed for lodging and food, when such costs are incurred as a result of travel to a remote site where company business is being conducted. Food expenses shall consist of payments for Breakfast, Lunch and Dinner, while the EMPLOYEE is en-route to or from the remote site, or is staying overnight. No payment shall be rendered for other food or beverages not included within these three meals. 4.5.4 No Personal Entertainment Expense No payment shall be rendered for any personal entertainment expenses incurred by the employee while on business travel. 4.5.5 Credit Card Payment of Reimbursable Business Expenses Each employee who will incur reimbursable business expenses, shall be provided a
company credit card for payment of those expenses. EMPLOYEE shall provide a receipt for each expense against which a charge was made. Any expense for which no receipt is provided, or which is disallowed shall be deducted from the employee's mid-month payroll check for the month following the month in which such charges were encumbered. 4.6 Benefits offered by the Company to each Employee 4.6.1 Paid Vacation Accrual For each semi-monthly period for which the EMPLOYEE receives any hourly compensation, he shall accrue one-hundred Upon initial eligibility as a full time employee, the employee is entitled to 10 vacation days each year, accrued monthly at the rate of 0.833 days of accrued vacation, totaling 40 hours per year. After four years of eligible service, the employee is entitled to 15 vacation days each year, accrued monthly at the rate of 1.250 days. Per month. 4.6.2 Overtime Vacation Accrual At the discretion of the EMPLOYEE, thirty (30) minutes of vacation time may be substituted for each hour of overtime earned by the employee, for each hour so selected. Such accrual shall be added to those hours accrued, as referenced in §4.4. 5. SCHEDULE OF WAGE PAYMENTS 5.1 Semi-Monthly Payments Employees shall be paid on the second and fourth Friday of each calendar month. 5.2 Overtime Lag in Payments Rendered The overtime component of wages paid shall be calculated on hours earned to the Friday of the week preceding that period in which wages are paid. 5.3 Deductions from gross wages shall be made for all applicable Federal and State required taxes and insurance fees. 5.4 Pay Stub As a part of each paycheck EMPLOYEE shall receive a record of wage period dates, gross wages, applicable deductions, net wages, and accrued payments for all preceding items. 6. ______________ CONFIDENTIAL INFORMATION AND MATERIALS. 6.1 EMPLOYEE acknowledges that the following information and materials whether now existing or developed or created during the period of EMPLOYEE's employment at ______________ (the "______________ confidential information and materials") are proprietary to ______________ and are highly sensitive in nature 6.1.1 Business Procedures. Internal business procedures and business plans, including licensing techniques, manufacturing information and procedures such as formulations, processes and equipment, technical and engineering data, vendor names, other vendor information, purchasing information, financial information, service and operational manuals and documentation therefore, ideas for new products and services and other such information which relates to the way ______________ conducts its business and which is not generally known to the public.
6.1.2 Marketing Plans and Customers Lists. Customer and marketing information and materials, such as (a) strategic data, including marketing and development plans, forecasts and forecast assumptions and volumes, and future plans and potential strategies of ______________ which have been or are being discussed; (b) financial data, including price and cost objectives, price lists, pricing policies and procedures, and quoting policies and procedures; and (c) customer data, including customer lists, names of customers and their representatives, data provided by or about prospective, existing or past customers, customer service materials, and the type, quantity and specifications of products purchased, leased or licensed by customers of ______________. 6.1.3 Not Generally Known. Any information not generally known to the public or within the industries or trades in which ______________ competes. 6.2 EMPLOYEE Obligations as to Confidential Information and Materials. During EMPLOYEE's employment by ______________, EMPLOYEE will have access to ______________ confidential information and materials and will occupy a position of trust and confidence with respect to ______________ affairs and business. EMPLOYEE agrees to take the following steps to preserve the confidential and proprietary nature of ______________ confidential information and materials: 6.2.1 Prevent Disclosure. EMPLOYEE will take all reasonable precautions to prevent the inadvertent exposure of ______________ confidential information and materials to unauthorized persons or entities. 6.2.3 Abide by ______________'s Restrictions. EMPLOYEE will treat as confidential and proprietary any information or materials from outside ______________, which EMPLOYEE is obligated to treat as confidential or proprietary, in accordance with ______________’s reasonable instructions to EMPLOYEE. 6.2.4 Return All Materials. Upon termination of EMPLOYEE's employment by ______________, EMPLOYEE will deliver to ______________ all tangible materials embodying ______________ confidential information, including any documentation, records, listings, notes, data, sketches, drawings, memoranda, models, accounts, reference materials, samples, machine-readable material and equipment which in any way relate to ______________ confidential information and materials. Further, EMPLOYEE agrees not to retain any copies of any of the above materials. 6.2.5 No solicitation or acceptance of employment by ______________ Customers Both during the period of employment and for a period of twelve (12) months after such employment is terminated, EMPLOYEE agrees, covenants and warrants that he will not make any contact with, conduct business with, be employed by or receive compensation monetary or in kind, including without limitation, partnerships, limited liability corporations or partnerships, trusts, corporations, or any other form of domestic or international business entity recognized by the laws of any country, agents, relatives, friends or individuals, lenders or borrowers, buyers or sellers (collectively, the "Covered Parties"), who shall become known to him as a result of his employment by ______________.
6.3 Enforcement. EMPLOYEE understands that monetary damages will not be sufficient to avoid or compensate for the unauthorized use or disclosure of any of ______________ confidential information or materials and that injunctive relief would be appropriate to prevent any actual or threatened use or disclosure of such information or materials. EMPLOYEE understands that ______________ may waive some of the requirements expressed in this Agreement but that such a waiver to be effective must be made in writing by ______________ and should not in any way be deemed a waiver of ______________'s right to enforce any other requirements or provisions of this Agreement. EMPLOYEE agrees that each of its obligations specified in §6 is a separate and independent covenant and that the unenforceability of any of them shall not preclude the enforcement of the rest of them or of any other covenants elsewhere in this Agreement. 7.0 COPYRIGHT AND PATENTS 7.1 Rights to Inventions. EMPLOYEE agrees that any EMPLOYEE invention, documents, or computer source or object code, produced during this agreement, shall be the sole and exclusive property of ______________. While employed by ______________ and for two years thereafter, EMPLOYEE agrees to disclose in writing to ______________ any inventions which the EMPLOYEE believes came within the foregoing proviso. 7.2 Copyrights. EMPLOYEE agrees that all ______________ documents or computer source or object code, produced by EMPLOYEE while employed by ______________ shall be deemed "works for hire". All rights thereto, including any copyrights, shall be the sole and exclusive property of ______________. EMPLOYEE agrees that no such documents or computer source or object code, shall be published without the prior express written consent of ______________. 7.3 Assignment of Inventions EMPLOYEE will make assignments to ______________ or its designees of all right, title and interest in any EMPLOYEE invention and do any other act and thing to assist ______________ in any way to obtain and, from time to time, enforce patents on any EMPLOYEE invention and copyrights on documents. Accordingly, by way of example and not limitation, EMPLOYEE agrees to testify in any suit or other proceeding involving any ______________ invention or document, to review, return or sign all documents which ______________ reasonably determines to be necessary or proper, and to apply for, obtain or enforce any patent or copyright. EMPLOYEE agrees to so assist ______________ while employed by ______________ and thereafter; provided, however, that ______________ shall compensate EMPLOYEE at a reasonable rate for time actually spent assisting ______________ at ______________'s request after employment with ______________. 8. CONFLICTING OBLIGATIONS AND RIGHTS. EMPLOYEE agrees to inform ______________ of any apparent conflict between EMPLOYEE's work for ______________ and (a) any obligations EMPLOYEE may have to preserve the confidentiality of another's proprietary information or materials, or (b) any rights EMPLOYEE claims to any inventions or ideas, before performing that work (or causing it to be performed). Otherwise, ______________ may conclude that no such conflict exists and EMPLOYEE agrees thereafter to make no such claim against ______________. ______________ shall receive such disclosures in confidence.
9. CARE AND RETURN OF EQUIPMENT SUPPLIED BY ______________. If ______________ supplies EMPLOYEE with a terminal and/or other equipment (hereinafter referred to in the aggregate as the "Equipment") to assist EMPLOYEE in the performance of services pursuant to this Agreement, EMPLOYEE will use his best efforts to return such Equipment to ______________ in the same condition in which it is delivered to EMPLOYEE, subject only to reasonable wear and tear. If the Equipment has been damaged in any way or is lost or stolen while in the possession of EMPLOYEE or his agents, employees or representatives, and such damage or loss is the direct result of negligence on the part of EMPLOYEE or his agents, employees or representatives, EMPLOYEE will indemnify ______________ for the full amount of such damage or for the full market value of such Equipment if it is stolen or lost. ______________ at its option may offset such damages or fair market value against amounts which may be owing to EMPLOYEE under the terms of this Agreement. Negligence, for the purposes of this Agreement, shall be interpreted to mean that the EMPLOYEE has not taken prudent nor reasonable action with respect to the possession or usage of such Equipment. EMPLOYEE will return any such Equipment to ______________ upon notice by ______________ within five (5) days of the effective date of such notice. If any of the Equipment is not returned to ______________ within ten (10) days of such notice, EMPLOYEE shall not be entitled to receive payment pursuant to the provisions of this Agreement unless and until such Equipment is returned. 10. REMEDIES. No remedy conferred on ______________ by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy, and each and every remedy shall be cumulative and shall be in addition to every other remedy given there under or now or hereafter existing at law or in equity or by statute or otherwise. The election of one or more remedies by ______________ or EMPLOYEE shall not constitute a waiver of the right to pursue other available remedies. 10.1 The parties agree that the state courts located in Los Angeles County and the U.S. District Court of the Central District of California, Los Angeles, shall have exclusive jurisdiction to determine the validity, construction and performance of this Agreement and the legal relations between the parties hereto and that venue in such courts shall be proper. 10.2 The parties agree that in the event of any dispute requiring litigation to obtain relief, the prevailing party shall be entitled to all attorney fees, including but not limited to the taking of depositions, court fees, compensation of witnesses, and the employment by counsel of necessary investigative services. 11. MISCELLANEOUS PROVISIONS. 11.1 Assignment and Delegation. ______________'s rights under this Agreement shall be assignable, and its duties shall be delegable. EMPLOYEE's rights under this Agreement shall not be assignable, nor shall EMPLOYEE's duties there under be delegable, without the prior written consent of ______________. Nothing contained in this Agreement, expressed or implied, is intended to confer upon any person or entity other than the parties hereto and their successors in interest and permitted assignees, any rights or remedies under or by reason of this Agreement unless so stated to the contrary.
11.2 Construction and Validity. This Agreement shall be construed and enforced in accordance with the laws of the State of California relating to contracts made and to be performed in the State of California and any action or proceeding based upon this Agreement or arising out of its performance shall be brought in a Federal or State Court of competent jurisdiction in California and in no other jurisdiction. If any provision of this Agreement is held to be void, invalid or inoperative, such event shall not affect any other provisions herein, which shall continue and remain in full force and effect as though such void, invalid or inoperative provision had not been a part hereof. 11.3 Notice Provision. All notices, requests, demands and other communications thereunder shall be in writing and shall be deemed to have been duly given if delivered or if mailed, to the parties at the addresses indicated below their respective signatures on the last page hereof (or at such other address as shall be given in writing by either party to the other) by United States certified or registered mail, prepaid, return receipt requested. 11.4 Successors and Assigns. All covenants, representations, warranties and agreements of the parties contained herein shall be binding upon and inure to the benefit of their respective successors and permitted assigns. 11.5 Captions and Paragraph Headings. Captions and paragraph headings used herein are for convenience only and are not a part of this Agreement and shall not be used in construing it. 11.6 Entire and Sole Agreement. This Agreement constitutes the entire understanding and agreement between the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous oral or written communications with respect hereto, all of which are merged herein. 11.7 Amendments. This Agreement shall not be modified, amended or in any way altered except by an instrument in writing signed by EMPLOYEE and ______________. 11.8 Counterparts This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. WHEREFORE, by their signature below, the parties hereto acknowledge that they have reviewed carefully what has been expressed in this document, which they understand is a legally binding document, and that the understandings and agreements expressed in this document are binding upon them.
SIGNATORIES By: ___________________________________ Title__________________________ Date Signed: ______________20__ Address: _____________________ ____________________ I agree to the above terms and acknowledge receipt of a copy of this Agreement. By: EMPLOYEE: _________________ (Please sign here) Date Signed: ______________20__ Address: _________________________ ________________________________ ________________________________ Social Security Number or I.D. No.: ____________________